Grave v Blazevic Holdings Pty Ltd

The appeal concerned a dispute between the appellant, Grave, and the respondent, Blazevic Holdings Pty Ltd, regarding the existence of a binding agreement. The primary issue was whether a Deed of Release, drafted by the appellant's solicitors, constituted a binding agreement between the parties, or if it remained subject to the formal execution of the Deed. The matter was heard in the Court of Appeal of New South Wales.

The court was required to determine whether the parties had entered into a binding agreement, notwithstanding the fact that a formal Deed of Release had not been executed. Specifically, the court had to consider whether the terms of the draft Deed of Release, as prepared by the appellant's solicitors, reflected a concluded agreement that was intended to be binding upon the parties, or if the agreement was contingent upon the formal execution of that Deed.

The Court of Appeal dismissed the appeal, upholding the decision of the lower court. The reasoning of the court focused on the intention of the parties at the time the draft Deed was prepared and circulated. The court found that the circumstances indicated that the parties did not intend to be bound until the Deed was formally executed. The legal principle applied was that an agreement, even if terms are settled, may be rendered non-binding if the parties clearly indicate that their intention is not to be bound until a formal document is executed. The appeal was dismissed with costs.